Montage Says Willing To Commence Cash Tender Offer For Pericom

(RTTNews) - Montage Technology Group Limited issued statement related to its offer to acquire all of the outstanding shares of Pericom Semiconductor Corp. (PSEM) for $19.00 per share in cash. Montage is willing to commence a cash tender offer pursuant to a definitive agreement for a Montage-Pericom transaction, which Montage believes could be consummated by the end of December.

If Pericom shareholders reject the Diodes merger proposal at tomorrow's Special Meeting of Shareholders, Montage is prepared to immediately engage with Pericom to enter into a definitive agreement and immediately after signing the definitive agreement would commence the cash tender offer under Securities and Exchange Commission rules, Montage said.

Montage said, "We are shocked that Pericom's Board of Directors would continue to deny its shareholders the opportunity to receive a full $1.25 more per share than they would receive in the inferior Diodes transaction. Despite our repeated attempts to facilitate a transaction at a significant premium to the Diodes proposal, Pericom's Board appears intent on forcing through the Diodes proposal at tomorrow's Special Meeting of Shareholders."

Montage noted that its tender offer would not be subject to any financing or regulatory approval conditions and, assuming the minimum tender condition is met. It would purchase any and all tendered shares. It has committed financing, and would provide Pericom shareholders with payment promptly.

Montage continues to urge pericom shareholders to protect the value of their investment by voting against the proposed diodes acquisition on the gold proxy card.